WOODLEY_HOTELS_(KENSINGTO - Accounts

The directors of the company have elected not to include a copy of the income statement within the financial statements.true

These financial statements have been prepared and delivered in accordance with the provisions applicable to companies subject to the small companies regime.

Woodley Hotels (Kensington) Ltd (the 'Company') was incorporated on 1 February 2013 and is domiciled in the United Kingdom. The principal activities of the Company are described in the Directors' Report.

These financial statements have been prepared in accordance with FRS 102 “The Financial Reporting Standard applicable in the UK and Republic of Ireland” (“FRS 102”) and the requirements of the Companies Act 2006 as applicable to companies subject to the small companies regime. The disclosure requirements of section 1A of FRS 102 have been applied other than where additional disclosure is required to show a true and fair view.

The financial statements are prepared in sterling, which is the functional currency of the company. Monetary amounts in these financial statements are rounded to the nearest £.

The financial statements have been prepared under the historical cost convention, modified to include the revaluation of freehold properties and to include investment properties and certain financial instruments at fair value. The principal accounting policies adopted are set out below.

This company is a qualifying entity for the purposes of FRS 102, being a member of a group where the parent of that group prepares publicly available consolidated financial statements, including this company, which are intended to give a true and fair view of the assets, liabilities, financial position and profit or loss of the group. The company has therefore taken advantage of exemptions from the following disclosure requirements:

• Section 4 ‘Statement of Financial Position’: Reconciliation of the opening and closing number of shares;

• Section 7 ‘Statement of Cash Flows’: Presentation of a statement of cash flow and related notes and disclosures;

• Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instrument Issues’: Interest income/expense and net gains/losses for each category of financial instrument; basis of determining fair values; details of collateral, loan defaults or breaches, details of hedges, hedging fair value changes recognised in profit or loss and in other comprehensive income;

• Section 26 ‘Share based Payment’: Share-based payment expense charged to profit or loss, reconciliation of opening and closing number and weighted average exercise price of share options, how the fair value of options granted was measured, measurement and carrying amount of liabilities for cash-settled share-based payments, explanation of modifications to arrangements and;

• Section 33 ‘Related Party Disclosures’: Compensation for key management personnel.

The financial statements of the company are consolidated in the financial statements of Heeton Holdings Limited. These consolidated financial statements are available from its registered office, 60 Sembawang Road, #01-02 Hong Heng Mansions, Singapore 779088.

The Company is in a net current asset positiontrue of £3,897,065 at the balance sheet date which includes inter-company debtor balances owed of £4,166,198 (2019: £3,281,306) which the ultimate parent has confirmed in writing it will guarantee these amounts should the related companies be unable to repay if called upon.

At the balance sheet date, £101,217 is due to connected companies, which the ultimate parent undertaking has confirmed in writing to the directors it will not recall until the company is in a position to repay this and for at least 12 months from the date these financial statements are signed.

The ultimate parent company has confirmed in writing to the directors that they will provide continuing financial support to the Company and guarantee those inter-company balance due from other group companies. The directors have considered the forecasted future operations of the Company, and have concluded that the company will have adequate resources to continue in business for the foreseeable future, being at least 12 months from the date of approval of these financial statements. Accordingly, the going concern basis of preparation has been adopted.

Rental income is recognised on a straight line basis over the lease term.

Tangible fixed assets other than freehold land are stated at cost less depreciation. Depreciation is provided at rates calculated to write off the cost less estimated residual value of each asset over its expected useful life, as follows:

The gain or loss arising on the disposal of an asset is determined as the difference between the sale proceeds and the carrying value of the asset, and is credited or charged to profit or loss.

Property that is held for long-term rental yields or for capital appreciation or both and is classified as investment property.

Investment property is measured initially at its cost, including related transaction costs and where applicable borrowing costs. After initial recognition, investment property is carried at fair value. Changes in fair values are recognised in the Statement of Comprehensive Income.

Subsequent expenditure is capitalised to the asset's carrying amount only when it is probable that future economic benefits associated with the expenditure will flow to the Company and the costs of the item can be measured reliably. All other repairs and maintenance costs are expensed when incurred.

Fixed asset investments are stated at cost less provision for diminution in value.

A subsidiary is an entity controlled by the company. Control is the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities.

An associate is an entity, being neither a subsidiary nor a joint venture, in which the company holds a long-term interest and where the company has significant influence. The company considers that it has significant influence where it has the power to participate in the financial and operating decisions of the associate.

Entities in which the company has a long term interest and shares control under a contractual arrangement are classified as jointly controlled entities.

At each reporting period end date, the company reviews the carrying amounts of its tangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss (if any). Where it is not possible to estimate the recoverable amount of an individual asset, the company estimates the recoverable amount of the cash-generating unit to which the asset belongs.

Cash and cash equivalents are basic financial assets and include cash in hand, deposits held at call with banks, other short-term liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are shown within borrowings in current liabilities.

The company has elected to apply the provisions of Section 11 ‘Basic Financial Instruments’ and Section 12 ‘Other Financial Instruments Issues’ of FRS 102 to all of its financial instruments.

Financial instruments are recognised in the company's statement of financial position when the company becomes party to the contractual provisions of the instrument.

Financial assets and liabilities are offset, with the net amounts presented in the financial statements, when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis or to realise the asset and settle the liability simultaneously.

Basic financial assets, which include debtors and cash and bank balances, are initially measured at transaction price including transaction costs and are subsequently carried at amortised cost using the effective interest method unless the arrangement constitutes a financing transaction, where the transaction is measured at the present value of the future receipts discounted at a market rate of interest. Financial assets classified as receivable within one year are not amortised.

Financial liabilities and equity instruments are classified according to the substance of the contractual arrangements entered into. An equity instrument is any contract that evidences a residual interest in the assets of the company after deducting all of its liabilities.

Basic financial liabilities, including creditors, bank loans, loans from fellow group companies and preference shares that are classified as debt, are initially recognised at transaction price unless the arrangement constitutes a financing transaction, where the debt instrument is measured at the present value of the future payments discounted at a market rate of interest. Financial liabilities classified as payable within one year are not amortised.

Debt instruments are subsequently carried at amortised cost, using the effective interest rate method.

Trade creditors are obligations to pay for goods or services that have been acquired in the ordinary course of business from suppliers. Amounts payable are classified as current liabilities if payment is due within one year or less. If not, they are presented as non-current liabilities. Trade creditors are recognised initially at transaction price and subsequently measured at amortised cost using the effective interest method.

Equity instruments issued by the company are recorded at the proceeds received, net of transaction costs. Dividends payable on equity instruments are recognised as liabilities once they are no longer at the discretion of the company.

Derivatives are initially recognised at fair value at the date a derivative contract is entered into and are subsequently remeasured to fair value at each reporting end date. The resulting gain or loss is recognised in profit or loss immediately unless the derivative is designated and effective as a hedging instrument, in which event the timing of the recognition in profit or loss depends on the nature of the hedge relationship.

A derivative with a positive fair value is recognised as a financial asset, whereas a derivative with a negative fair value is recognised as a financial liability.

The tax expense represents the sum of the tax currently payable and deferred tax.

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because it excludes items of income or expense that are taxable or deductible in other years and it further excludes items that are never taxable or deductible. The company’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the reporting end date.

Deferred taxation is provided in respect of timing differences between the treatment of certain items for taxation and accounting purposes.

Transactions in currencies other than pounds sterling are recorded at the rates of exchange prevailing at the dates of the transactions. At each reporting end date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing on the reporting end date. Gains and losses arising on translation in the period are included in profit or loss.

The preparation of the financial statements requires management to make judgements, estimates and assumptions that affect the amounts reported for assets and liabilities as at the balance sheet date and the amounts reported for revenues and expenses during the year. However, the nature of estimation means that actual outcomes could differ from those estimates.

The key estimate is the fair value of investment property which is detailed in note 5.

The average monthly number of persons (including directors) employed by the company during the year was:

The Company has no employees and the Company's directors are not remunerated for the work performed for the entity.

The investment property was valued at £34,000,000 at 31 December 2019 by Savills, Chartered Surveyors - regulated by the Royal Institution of Chartered Surveyors. The Key assumptions underlying the valuation are 1) Termination of the franchise agreement in 2023, 2) 2.5% of notional management fees per annum, 3) FF&E reserve of 3% of total revenue, 4) Stabilised ADR of £93 and occupancy of 86% and 5) An exit cap rate of 4.25%.

The directors believe that these figures used in the assumptions of the 2019 valuation by Savills remain appropriate and have therefore performed their own valuation at 31 December 2020 confirming the £34,000,000 to still be the appropriate value of the property.

The ultimate parent company, being Heeton Holdings Limited, has agreed to provide continuing financial support to the company and guarantee those inter-company balances due to the company from other group companies. These balances are included in other debtors and amount to £4,166,198 (2019: £3,281,306).

A charge has been registered at companies house by way of a security agreement between the company and United Overseas Bank, London Branch in relation to the loan facility over the freehold property at 15-25 Hogarth Road,Earls Court, Kensington, London SW5 0QJ. Chatteris Kensington Limited (subsidiary) and Chatteris Developments Limited (immediate parent) are chargors to the above agreement.

The ultimate parent company, being Heeton Holdings Limited, has agreed to provide continuing financial support to the company and guarantee those inter-company balances due from the company to other group companies. These balances are included in other creditors and amount to £101,217 at year end (2019: £253,958).

A charge has been registered at companies house by way of a security agreement between the company and United Overseas Bank, London Branch in relation to refinancing the loan facility over the freehold property at 15-25 Hogarth Road,Earls Court, Kensington, London SW5 0QJ. Chatteris Kensington Limited (subsidiary) and Chatteris Developments Limited (immediate parent) are chargors to the above agreement.

At the reporting end date the company had contracted with tenants for the following minimum lease payments:

As the income statement has been omitted from the filing copy of the financial statements, the following information in relation to the audit report on the statutory financial statements is provided in accordance with s444(5B) of the Companies Act 2006:

The auditor's report was unqualified.

There were no guarantees with the directors in the year.

The immediate parent of the Company is Chatteris Developments Limited, a company incorporated in the British Virgin Islands.

The ultimate controlling parent of the company is Heeton Holdings Limited, a company incorporated in Singapore.

The smallest group into which Woodley Hotels (Kensington) Ltd is consolidated is Heeton Holdings Limited.